UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 1, 2004 ALBANY INTERNATIONAL CORP. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 0-16214 14-0462060 - -------------------------------------------------------------------------------- (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 1373 Broadway, Albany, New York 12204 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (518) 445-2200 None - -------------------------------------------------------------------------------- (Former name or former address, if changed since last report.) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: |_| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |_| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13a-4(c))Item 8.01 Other Events On November 1, 2004, Albany International issued a news release announcing the purchase of 500,000 shares of its Class A Common Stock. A copy of the news release is furnished as Exhibit 99.1 to this report. On November 2, 2004, Albany International issued a new release noting that the number of shares of stock outstanding after the purchase, as disclosed in the November 1, 2004 new release, was incorrect. A copy of the news release is furnished as Exhibit 99.2 to this report.
Signature Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. ALBANY INTERNATIONAL CORP. By: /s/ Michael C. Nahl -------------------------------- Name: Michael C. Nahl Title: Senior Vice President and Chief Financial Officer (Principal Financial Officer) Date: November 2, 2004
EXHIBIT INDEX Exhibit No. Description - ----------- ----------- 99.1 Registrant's news release dated November 1, 2004 99.2 Registrant's news release dated November 2, 2004
Exhibit 99.1 ALBANY INTERNATIONAL ANNOUNCES STOCK PURCHASE Albany, New York, November 1, 2004 - Albany International Corp. (NYSE/PSE/FWB:AIN) announced today that it had purchased 500,000 shares of its Class A Common Stock in a private transaction at a price of $30.00 per share from an institutional investor. The purchase brings the total number of shares purchased in 2004 to 2,819,943, representing 8.4% of the shares of total Common Stock outstanding at the beginning of 2004. After the most recent purchase, 31,721,629 shares of Common Stock remain outstanding. Under the three-million-share authorization of the Board of Directors, given in 1998, the Company may purchase up to an additional 53,100 shares without further notice. Albany International is the world's largest producer of paper machine clothing and high-performance doors with manufacturing plants strategically located to serve its customers throughout the world. Additional information about the Company and its businesses and products is available at www.albint.com.
Exhibit 99.2 ALBANY INTERNATIONAL CORRECTS NUMBER OF SHARES REPORTED OUTSTANDING Albany, New York, November 2, 2004 - In its November 1 news release announcing the purchase of 500,000 shares of Class A Common Stock, Albany International Corp. (NYSE/PSE/FWB:AIN) incorrectly reported that 31,721,629 shares of Common Stock remained outstanding after such purchase. The release should have stated that 31,262,213 such shares remained outstanding after such purchase. All other information in the November 1 announcement was correct. Albany International is the world's largest producer of paper machine clothing and high-performance doors with manufacturing plants strategically located to serve its customers throughout the world. Additional information about the Company and its businesses and products is available at www.albint.com.